The Hempshire Group, Inc. Announces Failure-to-File Cease Trade Order

CALGARY, AB, July 17, 2024 /CNW/ - The Hempshire Group, Inc. (TSXV: HMPG) ("Hempshire" or the "Company") announces that the Alberta Securities Commission (the "ASC"), as the principal regulator of the Company, issued a cease trade order ("CTO") against the Company on July 12, 2024 for the Company's failure to file its audited annual financial statements, accompanying management discussion and analysis and certifications for the financial year ended December 31, 2023 (the "Annual Filings"), and the interim financial statements, management discussion and analysis and certifications for the three month period ended March 31, 2024 (the "Interim Filings" and, together with the Annual Filings, the "Required Filings"). The Company continues to work diligently with its auditors to facilitate the completion of the Annual Filings and now expects to file the Required Filings by July 31, 2024.

The ASC had previously issued a management cease trade order (the "MCTO") against the Company on May 9, 2024, in connection with the delayed filing of the Annual Filings. The CTO revokes and replaces the MCTO and will remain in place until such time as the Required Filings have been filed. As a result of the CTO, the TSX Venture Exchange (the "Exchange") has suspended trading of the Company's common shares.

The CTO was issued under Multilateral Instrument 11-103 - Failure-To-File Cease Trade Orders In Multiple Jurisdictions and prohibits the trading or purchase by any person or company of any securities of Hempshire in each jurisdiction in Canada in which the Company is a reporting issuer for as long as the CTO remains in effect; however, the CTO provides an exception for beneficial securityholders of the Company who are not currently (and who were not as of July 12, 2024) insiders or control persons of the Company who may sell securities of the Company if both of the following criteria are met: (a) the sale is made through a foreign organized regulated market, as defined in Section 1.1 of the universal market integrity rules of the Investment Industry Regulatory Organization of Canada; and (b) the sale is made through an investment dealer registered in a jurisdiction of Canada in accordance with applicable securities legislation.

About Hempshire

Hempshire formulates and markets its own proprietary brands under the MOUNTAIN® Smokes brand name, including MOUNTAIN® Originals hemp smokes with <0.3% THC.

Information about the Company's MOUNTAIN® Smokes line of hemp smokes can be found at the Company's ecommerce website at https://mountainsmokes.com.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly, and without limitation, this news release contains forward-looking statements and information concerning: Hempshire's business, strategies, expectations, planned operations and future actions; the anticipated filing of the Required Filings; and the timing of the revocation of the CTO and the resumption of trading on the Exchange.

Hempshire believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because Hempshire can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to inherent risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed.

SOURCE The Hempshire Group, Inc.

For more information contact: Tom Shuman, Chief Executive Officer, [email protected]